Interim Results

Manpower Software PLC
7 February 2002

MANPOWER SOFTWARE PLC

INTERIM REPORT : 6 MONTHS ENDED 30 NOVEMBER 2001

RELEASE DATE : 7 FEBRUARY 2002



CHAIRMAN'S STATEMENT

Results

In the first six months of the trading year, the Company made a loss of £0.58
million on turnover of £1.70 million.



The progression over the last five half-year trading periods has been as
follows:


                      HY ended           HY ended           HY ended           HY ended           HY ended
                    30 Nov 1999        31 May 2000        30 Nov 2000        31 May 2001        30 Nov 2001
                       £'000              £'000              £'000              £'000              £'000
Turnover                747                864                1090               1680               1698
Total costs             2517               1884               1584               1929               2282
Loss                    1770               1020               494                249                584


Review

The events of September 11th had a damaging effect on the cruise industry, which
is currently our largest market.  This and the recent merger and acquisition
activity among the major companies in that sector has resulted in some
cancellations and lost and postponed orders.  We estimate, therefore, that
turnover for the period is at least £500,000 less than expected.  In spite of
this, we were pleased to sign in November a major contract with Carnival Cruise
Lines ('Carnival'), the largest division of Carnival Corporation, the world's
leading cruise shipping company.  Our software will be utilised across
Carnival's fleet, which currently consists of 14 ships employing 20,000 crew.
We have also recently signed an agreement with P&O Princess ('Princess'), the
world's third largest cruise line, which gives Princess, for $150,000, an option
to acquire our major cruise software on terms already negotiated.  If exercised
the value of this contract will be in excess of $1.6 million.



Elsewhere in the cruise sector, Sun Cruises are now using our software on shore
and at sea for the scheduling and resource management of their sea-going crew,
as well as for ship-side control of access to gangways, passenger check-in desk
facilities, customs and immigration reporting, and maritime safety management.
BP Shipping have made considerable use of our strategic planning software within
their maritime organisation.



The Royal Fleet Auxiliary are using our software to manage the scheduling and
deployment of maritime and supply staff throughout their fleet of 22 vessels.
This implementation will shortly be extended to include our new 'Cash Afloat'
product, which provides banking and foreign currency bookkeeping facilities for
crew and passengers at sea.



During the period, we also achieved the second sale of our CRESTA software for
use within MEDMIS, the management information system used by the UK Ministry of
Defence's HQ Medical Group to staff and manage field hospitals.  CRESTA was
deployed at short notice to meet an urgent operational requirement and the
software is currently being rolled out further across all of HQ Medical Group to
assist with force generation and capability for deployment.  An earlier version
of CRESTA was used by HQ 29 Brigade Royal Engineers during the foot and mouth
epidemic, when it allowed rapid identification and scheduling for deployment of
highly skilled resource.  CRESTA software has since been mentioned in a response
to questions in the UK Houses of Parliament, as it is now being used to improve
the state of readiness of the Territorial Army.


Following the successful development of sales into the US by the Company,
particularly in the cruise sector, and the opening of an office in Miami, Philip
Morgan was appointed Director, US Operations.  UK sales now come under the
control of Paul Scandrett, Director of Product & Marketing.



As I previously reported to you, there has been a planned increase in total
costs in the first half of the year, mainly to enhance our sales force and
marketing capability.  Over the last half-year, the sales and marketing
headcount has doubled from six to twelve and we incurred a one-off cost of
approximately £150,000 in relocating to a single floor open plan office.

Dividend

The Directors have declared that there will be no interim dividend.

Current trading and outlook

The Company now has customers for its products representing over 40% of the
cruise sector as measured by number of berths covered.  Actions to substantially
increase this market share are being taken.  In the military sector, several
large opportunities have been identified and sales discussions are taking place,
including some with potential channel partners.  The investment in sales and
marketing capability has already resulted in numerous new sales opportunities in
various commercial sectors including shipping, professional services,
construction and in the health industry.  These opportunities are at all stages
of the sales cycle.  Sales activity out of our US office is being directed at
non-cruise sectors as well as capitalising on our dominant position in the
cruise sector.



We anticipate the Company's investment in sales and marketing will result in
substantial increases in revenue, which, with overall costs being kept tightly
managed, should provide growing and sustainable profits in due course.



Finally, I would like to thank all our shareholders, employees, customers and
suppliers for their continued support.



Ian Lang
CHAIRMAN

7 February 2002




                                                                   Manpower Software plc
                                                            Consolidated Profit and Loss Account
                                                          For the Six Months Ended 30 November 2001


                                                             (Unaudited)            (Unaudited)              (Unaudited)
                                                          6 months ended         6 months ended           6 months ended
                                                        30 November 2001            31 May 2001         30 November 2000
                                            Note                       £                      £                        £


Turnover - continuing operations                               1,698,657              1,680,049                1,089,618

Cost of sales                                                   (74,632)              (337,754)                (235,517)
Selling and operational expenses                             (1,523,168)            (1,163,936)                (954,437)

Gross profit                                                     100,857                178,359                (100,336)

Administrative expenses                                        (699,575)              (402,505)                (384,767)

Operating loss                                                 
                                                              
Continuing operations                                          (598,718)              (224,146)                (485,103)
                                                               (598,718)              (224,146)                (485,103)


Interest receivable                                               19,375                  1,243                      502
Interest payable                                                 (4,314)               (22,774)                  (9,848)


Loss on ordinary activities before                             (583,657)              (245,677)                (494,449)
taxation

Taxation                                     2                        -                 (2,730)                       -

Loss for the financial period                                  (583,657)              (248,407)                (494,449)


Dividends                                                             -                      -                        -

Loss retained                                                  (583,657)              (248,407)                (494,449)

Loss per share



Basic                                        3                   (2.44)p                (1.53)p                  (3.74)p
Diluted                                      3                   (2.44)p                (1.53)p                  (3.74)p


Dividends per share                          4                        -                      -                        -
Fully diluted dividends per share            4                        -                      -                        -


There were no recognised gains or losses during the six month periods above
other than the result for the six month periods.

                                                   Manpower Software plc
                                                Consolidated Balance Sheet
                                          For the Six Months Ended 30 November 2001


                                                              (Unaudited)            (Unaudited)             (Unaudited)
                                                           6 months ended         6 months ended          6 months ended
                                                         30 November 2001            31 May 2001        30 November 2000
                                                                        £                      £                       £


Fixed Assets
Tangible assets                                                   378,543                186,461                 178,743

Current Assets
Work in progress                                                   14,031                     -                       -
Trade and other debtors                                         1,706,509              1,188,093                 778,707
Cash at bank and in hand                                           49,410              1,318,260                     788
                                                                1,769,950              2,506,353                 779,495


Creditors: amounts falling due within one year                (1,019,837)            (1,087,837)             (1,294,176)

Net current assets                                               750,113              1,418,516               (514,681)


Total assets less current liabilities                           1,128,656              1,604,977               (335,938)


 Creditors: amounts falling due after more than one year         (114,115)                (6,779)                (6,289)
                                               

Net (liabilities)/assets                                        1,014,541              1,598,198               (342,227)


Capital and reserves
Called up share capital                                         1,195,813              1,195,813                 683,322
Share premium account                                           5,148,874              5,148,874               3,472,533
Profit and loss account                                       (5,330,146)            (4,746,489)             (4,498,082)


Equity shareholders' funds/(deficit)                            1,014,541              1,598,198               (342,227)


Notes:



1.     Basis of preparation: The interim financial statements have been prepared
in accordance with applicable accounting standards and under the historical cost
convention.  The principal accounting policies of the Group have remained
unchanged from those set out in the Group's 31 May 2001 annual report and
financial statements.  The interim financial statements have been reviewed by
the Group's auditors.  A copy of the auditors' review report is attached to this
interim report.



2.     Taxation: There are no tax charges for the half-year as there are
sufficient tax losses to extinguish any liability for the period.



3.    Earnings per share


                                                 6 months ended          6 months ended             6 months ended
                                               30 November 2001             31 May 2001           30 November 2000

Loss for the financial period                          £583,657                £248,407                   £494,449

                                                         Number                  Number                     Number
Weighted average number of shares                     of shares               of shares                  of shares

For basic earnings per share                         23,916,263              16,242,895                 13,205,671
For diluted earnings per share                       23,929,720              16,259,576                 13,229,356



4.     Dividends: No dividends have been paid or proposed for the period.


5.     Publication of non-statutory accounts: The financial information set out
in this interim report does not constitute statutory accounts as defined in
Section 240 of the Companies Act 1985.  The figures for the year ended 31 May
2001 have been extracted from the statutory financial statements which have been
filed with the Registrar of Companies.  The auditors' report on those financial
statements was unqualified and did not contain a statement under Section 237(2)
of the Companies Act 1985.




                                   Manpower Software plc
                                Consolidated Cash Flow Statement

For the Six Months Ended 30 November 2001

                                                                                                                      
                                                          (Unaudited)         (Unaudited)       (Unaudited)       
                                                          6 months ended      6 months ended    6 months ended    
                                                        30 November 2001       31 May 2001       30 November 2000  
                                                  Note           £                   £                 £                
  Net cash outflow from operating activities                  (1,350,143)         (227,419)         (825,296)
         
  Returns on investment and servicing of finance                                                                      
  Interest received                                           19,375              1,243                502              
  Interest paid                                               (3,021)             (20,645)          (6,307)           
  Interest element of finance lease payments                  (1,292)             (2,129)           (3,541)           
                                                              15,062              (21,531)          (9,346)           
  Taxation                                                                                                            

  UK corporation tax paid                                     -                   -                 -                 

  Capital expenditure and financial investment                                                                        

  Payments to acquire tangible fixed assets                   (256,776)           (31,660)          (35,302)          

  Equity dividends paid                                       -                   -                 -                 

  Cash outflow before financing                               (1,591,857)         (280,610)         (869,944)         

  Financing                                                                                                           
 
  Issue of ordinary shares                                    -                   2,562,457         496,000           
  Expenses of share issue                                     -                   (373,625)         (36,479)          
  New loans                                                   171,864                  -                 -              
  Capital element of finance leases                           (24,318)            (25,365)          (22,999)          
                                                              147,546             2,163,467         436,522           
  (Decrease)/increase in cash in the year                     (1,444,311)         1,882,857         (433,422) 
        
 Note 1: Reconciliation of operating profit to net cash flow from 
         operating activities 
                              
  Operating loss                                              (598,718)           (224,146)         (485,103)         
  Depreciation and amortisation charges                       57,008              30,376            22,373            
  Loss on disposal of fixed assets                            7,687               3,390             -                 
  (Increase)/decrease in debtors                              (518,416)           (409,386)         (155,152)         
  (Increase)/decrease in work in progress                     (14,031)            -                 -                 
  (Decrease)/increase in creditors                            (283,673)           372,347           (207,414)         
  Net cash outflow from operating activities                  (1,350,143)         (227,419)         (825,296) 
        
  Note 2: Reconciliation of net cash flow to movement in net (debt)/funds 
                                            
  (Decrease)/increase in cash in the period                   (1,444,311)         1,882,857         (433,422)         
  Capital (outflow)/inflow from decrease in debt and          (148,986)           25,365            22,999            
  finance leases                                                                                                      

  Change in net debt resulting from cash flows                (1,593,297)         1,908,222         (410,423)         
  New finance leases                                          -                   (9,825)           -                 

  Movement in net (debt)/funds in the period                  (1,593,297)         1,898,397         (410,423)         
  Net (debt)/funds at beginning of the period                 1,277,719           (620,678)         (210,255)         

  Net (debt)/funds at end of the period                       (315,578)           1,277,719         (620,678)         
  
  Note 3: Analysis of net (debt)/funds                                                                                
  Cash at bank and in hand                                    49,410              1,318,260         788               
  Overdrafts                                                  (175,462)           -                 (565,385)         
  Finance leases                                              (19,045)            (40,541)          (56,081)          
  New loans                                                   (170,481)                 -                 -             
  
  
Net (debt)/funds at end of the period                         (315,578)           1,277,719         (620,678)         

Independent review report by the Auditors TO MANPOWER SOFTWARE PLC

Introduction

We have been instructed by the Company to review the financial information for
the six months ended 30 November 2001, which comprises the profit and loss
account, balance sheet, cash flow statement and the related notes.  We have read
the other information contained in the interim report which comprises only the
Chairman's Statement and considered whether it contains any apparent
misstatements or material inconsistencies with the financial information.  Our
responsibilities do not extend to any other information.

Directors' responsibilities

The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by the directors.  The directors
are responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority, which require that the accounting
policies and presentation applied to the interim figures should be consistent
with those applied in preparing the preceding annual accounts except where any
changes, and the reasons for them, are disclosed.

Review work performed

We conducted our review in accordance with guidance contained in Bulletin 1999/4
'Review of Interim Financial Information' issued by the Auditing Practices Board
for use in the United Kingdom.  A review consists principally of making
enquiries of management and applying analytical procedures to the financial
information and underlying financial data and, based thereon, assessing whether
the accounting policies and presentation have been consistently applied unless
otherwise disclosed.  A review excludes audit procedures such as tests of
controls and verification of assets, liabilities and transactions.  It is
substantially less in scope than an audit performed in accordance with United
Kingdom auditing standards and therefore provides a lower level of assurance
than an audit.  Accordingly, we do not express an audit opinion on the financial
information.

Review conclusion

On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 November 2001.

GRANT THORNTON
CHARTERED ACCOUNTANTS
LONDON


7 February 2002





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